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Most popular US incorporation state with business-friendly courts
Region
NORTH AMERICA
Corporate Tax
8.7%
Setup Time
2 weeks
Currency
USD
Delaware, though small in size, dominates American corporate law. More than half of Fortune 500 companies incorporate here, attracted by specialized courts and flexible company registration. The state offers sophisticated business setup for US market access.
With a population of 1 million, Delaware offers accessible East Coast living between major metropolitan areas. English is the primary language. The state provides reasonable costs compared to neighboring states, with no sales tax.
Healthcare is adequate with regional hospitals. Safety varies by area, with suburban regions generally safe. The cost of living is moderate for the Mid-Atlantic region.
The state's appeal lies more in corporate structure than lifestyle considerations.
Delaware has no state corporate income tax for companies not operating in the state. Franchise taxes apply based on capital structure or assumed par value. Federal US corporate tax applies regardless of state incorporation.
No sales tax exists in Delaware. The Court of Chancery provides specialized business law adjudication with extensive precedent. This predictability drives incorporation decisions.
Company registration through the Division of Corporations is efficient, with same-day processing available. LLCs and corporations are the common structures. Single-member LLCs and single-shareholder corporations are permitted.
Company formation can complete within hours for expedited service. No minimum capital requirements apply. Directors and officers need not be Delaware residents. Annual franchise taxes must be paid.
Delaware does not require state-level crypto licensing beyond general money transmitter rules. Federal regulations apply. The state's corporate flexibility extends to blockchain and digital asset holding structures.
Delaware has regulated online gambling through its lottery system, but gambling license opportunities for external operators are limited. The state operates its own gaming platform rather than licensing private operators broadly.
Delaware incorporation requires federal compliance and consideration of nexus issues in operating states. The state serves as a legal domicile rather than operational base for most incorporators. Tax planning requires comprehensive analysis including federal obligations.
Banking access is through regular US banking channels. Professional services are extensive, with numerous registered agents and corporate service providers.
Delaware suits US market entry, holding structures, and businesses seeking established corporate law for their business setup.
Local: LLC
Local: Corporation
Local: Statutory Trust
Local: LP
| Corporate Tax Rate | 8.7% |
| Personal Income Tax Rate | 0-6.6% |
| VAT / Sales Tax | 0% |
| Capital Gains Tax | 0% |
| Withholding Tax | 30% |
| Reduced Corporate Tax Available | Yes |
| Non-Resident Withholding Exempt | No |
| Tax Treaty Network | Yes |
| Banking Access | HIGH |
| Financial Privacy | MEDIUM |
| Currency Controls | NONE |
| Local Bank Account Required | No |
| Non-Resident Bank Account Allowed | Yes |
| Physical Presence for Banking | Yes |
| Banks Restrictive (High Risk) | No |
| AML Officer Required | No |
| MLRO Required | No |
| Compliance Officer Required | No |
| Data Protection Officer Required | No |
| Bookkeeping Frequency | Annual |
| Local Bookkeeping Required | No |
| Mandatory Audit | No |
| License Required | Yes |
| Local Director Required | No |
| Local AML Director Required | No |
| Local Legal Address Required | Yes |
| Local Physical Office Required | No |
| Required Share Capital | $100,000 |
| Capital Maintained in Account | No |
| Compliance Program Required | Yes |
| Travel Rule Compliance | FinCEN BSA compliance required; FATF Travel Rule applicable |
| Business Plan Required | Strategic business plan required with description of activities |
| Personnel Required | Principal officers, directors, and compliance personnel required with background checks |
| Insurance Required | No |
| Remote Incorporation Possible | Yes |
| 100% Foreign Ownership | Yes |
| Min. Shareholders | 1 |
| Min. Directors | 1 |
| Shareholder/Director Same Person | Yes |
| Registry Public | No |
| Registry Access | FinCEN registration public; state MTL licensee lists available through state banking commissioner |
| Renewal Period | Annual |
| Accounting Filing Required | Yes |
| Accounting Filing Frequency | Annual |
| Financial Statement Required | Yes |
| Financial Statement Frequency | Annual |
| Accounting Audit Mandatory | No |
| Compliance Audit Mandatory | No |
| Technical Audit Mandatory | No |
| Corporate Income Tax Applicable | Yes |
| Dividend Tax Applicable | Yes |
| Capital Gains Tax Applicable | Yes |
| Territorial Tax Regime | No |
| VAT Applicable | No |
| Regulators | Delaware Office of the State Bank Commissioner (Money Transmitter License); FinCEN (federal MSB registration) |
| Licensing Fee | $172 |
| Licensing Fee Details | Investigation fee: $172.50; Annual fee: $230 + $4.60 per additional location; Annual assessment: $500; Surety bond: $25,000 minimum up to $250,000 maximum |
| Permitted Business Models | Money transmission, cryptocurrency exchange, payment processing, custodial services |
| Permitted Activities | Buy/sell cryptocurrency, money transmission, payment services, virtual currency exchange |
| Restricted Activities | Banking activities without banking license; securities activities without SEC registration |
| Cross-Border Service Allowed | Yes |
| Physical Inspection Required | No |
| Derivatives Allowed | Yes |
| RWA Tokenization Allowed | Yes |
| App Store Listing Allowed | Yes |
| Crypto Custody Allowed | Yes |
| License Required | Yes |
| Local Director Required | No |
| Local AML Director Required | No |
| Local Legal Address Required | Yes |
| Local Physical Office Required | Yes |
| Capital Maintained in Account | No |
| Compliance Program Required | Yes |
| Travel Rule Compliance | N/A for gambling |
| Business Plan Required | Comprehensive business plan with financial projections required |
| Personnel Required | Key employees, gaming employees, directors require individual licensing and background checks |
| Insurance Required | Yes |
| Insurance Details | Surety bond required for gaming vendors; amount determined by Delaware Lottery Director |
| Remote Incorporation Possible | No |
| 100% Foreign Ownership | No |
| Min. Shareholders | 1 |
| Min. Directors | 1 |
| Shareholder/Director Same Person | Yes |
| Registry Public | Yes |
| Registry Access | Licensed operators and vendors tracked by Delaware Lottery and Division of Gaming Enforcement |
| Renewal Period | Gaming vendors: 3 years; Non-gaming vendors: 4 years |
| Accounting Filing Required | Yes |
| Accounting Filing Frequency | Annual |
| Financial Statement Required | Yes |
| Financial Statement Frequency | Annual |
| Accounting Audit Mandatory | Yes |
| Compliance Audit Mandatory | Yes |
| Technical Audit Mandatory | Yes |
| Corporate Income Tax Applicable | Yes |
| Dividend Tax Applicable | Yes |
| Capital Gains Tax Applicable | Yes |
| Territorial Tax Regime | No |
| VAT Applicable | No |
| Regulators | Delaware State Lottery; Delaware Division of Gaming Enforcement (DGE) |
| Licensing Fee | $4,000 |
| Licensing Fee Details | Gaming vendor service company license: $4,000 initial and renewal; Background investigation costs borne by applicant; Revenue sharing with state |
| Permitted Business Models | B2C (limited to state-authorized racetracks only), B2B (gaming vendors, technology suppliers) |
| Permitted Activities | Video lottery terminals, table games, sports betting, online gaming (through authorized racetracks) |
| Restricted Activities | Independent casino operations prohibited; gambling limited to three state-authorized racetrack casinos; cryptocurrency not accepted for gambling transactions |
| Cross-Border Service Allowed | No |
| Physical Inspection Required | Yes |
| Player Fund Segregation | Yes |
| B2B/B2C Separate Requirements | Yes |
| License Required | Yes |
| Local Director Required | No |
| Local AML Director Required | No |
| Local Legal Address Required | Yes |
| Local Physical Office Required | No |
| Required Share Capital | $100,000 |
| Capital Maintained in Account | No |
| Compliance Program Required | Yes |
| Travel Rule Compliance | FinCEN BSA compliance; FATF recommendations applicable |
| Business Plan Required | Strategic business plan with description of money transmission activities required |
| Personnel Required | Principal officers, directors with background checks; compliance personnel |
| Insurance Required | No |
| Remote Incorporation Possible | Yes |
| 100% Foreign Ownership | Yes |
| Min. Shareholders | 1 |
| Min. Directors | 1 |
| Shareholder/Director Same Person | Yes |
| Registry Public | Yes |
| Registry Access | NMLS public access consumer portal; Delaware Office of the State Bank Commissioner |
| Renewal Period | Annual |
| Accounting Filing Required | Yes |
| Accounting Filing Frequency | Annual |
| Financial Statement Required | Yes |
| Financial Statement Frequency | Annual |
| Accounting Audit Mandatory | Yes |
| Compliance Audit Mandatory | No |
| Technical Audit Mandatory | No |
| Corporate Income Tax Applicable | Yes |
| Dividend Tax Applicable | Yes |
| Capital Gains Tax Applicable | Yes |
| Territorial Tax Regime | No |
| VAT Applicable | No |
| Regulators | Delaware Office of the State Bank Commissioner; FinCEN (federal level); OCC for national banks |
| Licensing Fee | $172 |
| Licensing Fee Details | Investigation fee: $172.50; Annual fee: $230 + $4.60 per additional location; Annual assessment: $500; Surety bond: minimum $25,000 up to $250,000; Net worth: minimum $100,000 required |
| Permitted Business Models | Money transmitter, check seller, payment processor |
| Permitted Activities | Money transmission, sale of checks, money orders, payment processing, remittance services |
| Restricted Activities | Banking activities require separate OCC charter; securities activities require SEC registration; insurance requires state insurance license |
| Cross-Border Service Allowed | Yes |
| Physical Inspection Required | No |